Regret
by Manda'sCozyCorner
Summary: When Maria returns to the villa, Elsa realizes she must intervene in order to protect her relationship with Georg, and enlists Max's help in a plot to keep Maria and the Captain apart. Will Maria and Georg finally come together and find love, or will they remain full of regret for what could have been? GeorgxMaria, MariaxOC, a little GeorgxElsa. Jealousy and angst.
1. Chapter 1

Hello! In honor of seeing the _Sound of Music_ in theaters today for the _thousandth_ time, I decided to publish my first story, which I've been working on for a while. I have most of the chapters written already, but they still need a lot of editing. The first couple of chapters are a bit slow, but I promise that there is more to come. I hope that you enjoy it, and any feedback would be greatly appreciated.

Disclaimer: As much as I love the _Sound of Music_ , I do not own anything. I'm just having some fun playing around with these amazing characters.

\- Manda Grace

* * *

Georg couldn't believe his eyes. He blinked quickly but the vision of her standing there, practically glowing in the sunlight and surrounded by his smiling children, remained. He noticed that she was wearing a new turquoise dress and wondered where she had gotten it. He stood there watching, immersed in his own thoughts and dare he say… _relief_ because his Fraulein Maria was back.

Finally, his eldest son snapped him back to reality, "Father, look! Fraulein Maria's back!"

"Good evening, Captain," came her voice, the voice that had haunted his dreams ever since their argument on the patio, and his nightmares ever since her sudden departure from his home.

Georg tried to keep his expression unreadable, but the hint of a smile was pulling at his lips.

"Good evening."

He suddenly realized that there were far too many prying eyes and ears for the conversation he needed to have with Maria, so he called his hungry, berry-less children in for dinner.

For a moment he thought he could be subtle and work up to the burning question that had tormented him for the past week, but then he heard the words slip past his lips of their own accord, "You left without saying goodbye, even to the children."

He hadn't meant it as an accusation, even if it had sounded like one. It was true that ever since he had informed the children about Maria's departure they had been unbearably gloomy, and he had felt that they had all taken about ten steps backward. But none of that mattered now; he just had to satiate his burning need to know _why_.

"It was wrong of me. Forgive me."

He knew as he looked into those bright blue eyes that he would forgive her anything.

"Why did you?" he asked, trying to keep the hope out of his voice.

After he held her in his arms while they danced the Laendler, he thought he had felt something shift between them; a spark had ignited in him that he hadn't felt burning since he was with Agathe, and he secretly hoped she had felt it too.

"Please don't ask me. Anyway, the reason no longer exists."

The Captain wasn't quite sure what she meant by that. He couldn't inquire further, however, because his fiancée was suddenly next to him, clutching his palm and stepping between him and Maria.

"Fräulein Maria, you've returned," Elsa breezed in that unaffected way of hers, "Isn't it wonderful, Georg?"

Georg could only manage a small nod, suddenly feeling a large lump in his throat.

"I wish you every happiness, Baroness, and you too, Captain. The children tell me you're to be married."

Georg noticed that Maria spoke in an uncharacteristically timid manner and immediately felt guilty for the change in her demeanor.

He had suspected that she had left because he had scared her with the intensity of his gaze when they had danced together. He had hoped, rather naively, that she might not have seen what he was feeling reflected in his eyes, but he knew now that he was wrong. Maria may have been a postulant, but she was still a woman. She had certainly noticed the thinly veiled look of passion he had directed at her, a woman half his age and a postulant no less, and it had scared her so much that she had felt the need to leave and seek the safety of the abbey.

She must have felt so confused, so vulnerable, and then he had treated her so badly. She had presented his children, the ones she had transformed with her love and motherly affection, to his delighted guests, and had he thanked her for all she had done for them? No. Instead, his last words to her before she had left had been ones of cold indifference, a defense mechanism that had backfired magnificently. Oh, how he had made a mess of things.

Georg was disgusted with himself. And yet, despite all of this, he had still hoped that Maria had felt even a shadow of the intense longing he had felt for her out on the terrace. But she had run back to the safety of the abbey, run away from _him_. The overwhelming feeling of rejection was more than he could bear.

"Thank you, my dear," Elsa replied pleasantly for the both of them, and Georg tried to think of something to say.

Suddenly Maria was practically running up the stairs past them, not even looking in his direction, and Georg felt as though she was slipping like sand through his fingers once again.

"You are back to, uh… _stay_?" he blurted out suddenly, letting go of Elsa's hand and turning fully toward Maria, not daring to look at Elsa's reaction. After all he had just told the children that they would no longer have a governess, but a new mother.

Maria shook her head, "Only until arrangements can be made for a new governess."

* * *

While Maria protested that she was much too tired from her journey to attend dinner that evening, the children simply would not allow their beloved governess to retire when they had so much to tell her about what had happened while she was away.

The meal may have seemed perfectly normal to an outsider, but certain abnormalities became clear upon closer inspection.

The Baroness, who was seated at the Captain's right hand, was making lively, if shallow conversation with Herr Detweiler across the table, and the children were each taking turns telling Maria their stories. The only two people who were unusually quiet were the Captain, who was determinedly trying to keep his gaze from wandering towards Maria on the other side of the table, and Maria, who only raised her gaze from the peas she was rolling around on her plate to acknowledge each of the children as they spoke to her.

Suddenly, after Maria had complied with Gretl's request to kiss her sore finger, the little girl said, much too loudly with excitement, "Fraulein Maria, I'm so happy you're back! We missed you so terribly, and the mean lady in the black dress wouldn't even let us see you this afternoon!"

Liesl coughed on her drink uncomfortably and then amended, "Sister Margaretta said that Fraulein Maria was in seclusion, Gretl. It means she wasn't speaking to anyone."

Georg looked sharply at his eldest; he had thought his children might take it upon themselves to go see Maria at the abbey, even if he had strictly forbidden them to do so.

"We just wanted to talk to you, Fraulein Maria. We never got to say goodbye and we missed you," Brigitta interjected.

There was a chorus of agreement from the children.

"Father missed you too, Fraulein Maria!" Gretl said happily, "I heard him call the abbey and ask to speak to you!"

That made Maria's head snap up and she looked questioningly at the Captain, but his penetrating gaze made her blush and look away.

The Captain was so focused on Maria's reaction that he didn't see Elsa's face flicker with shock and then anger before returning to its usually composed mask.

"Alright, that's enough," the Captain said in his authoritative naval voice, the one that could not be questioned, "Everyone in the sitting room for a quick song, and then up to bed. Your governess is most definitely tired from her journey and we must let her rest."


	2. Chapter 2

A/N: Ok so first of all thank you to everyone who reviewed, favorited, or followed, and for all your kind words and feedback. I really love reading what you all have to say. And second of all, fair warning that Chapter 2 is still pretty slow (I'm sorry!), we just have to get through some set up first. I hope you enjoy it!

\- Manda

* * *

Baroness Elsa Schraeder was not an unfeeling machine. She loved Georg in her own way, and she was willing to do whatever it took to keep him. She would not let a momentary distraction- especially one that was half her age- pull them apart. While she hadn't meant to drive Maria away from the villa that night- only from the party- she couldn't deny that she hadn't exactly been upset by Maria's sudden departure. The slight guilt she felt would be worth it in the end; the girl would return to the abbey to devote her life to God and Georg would forget all about her. What she hadn't counted on was that Maria's departure would cause Georg to have to confront his feelings and drive a further wedge between them.

So, once Maria unexpectedly returned and the longing gazes Georg directed at her seemed to do nothing but increase in number and intensity, Elsa knew that she had to intervene. If she couldn't effectively frighten Maria away, she would just have to find another way… and luckily for her the perfect opportunity arrived.

* * *

Maria walked into the sitting room after dinner to find the children eagerly awaiting her, sitting on the floor and practically vibrating with anticipation.

Herr Detweiler and the Baroness were seated next to each other on the sofa, engaged in a conversation that Maria could tell they were trying to keep away from prying ears.

Maria stood by the door for a moment, unsure of where to sit, until she heard the Captain enter behind her and the door click shut. Too afraid of what he might ask her if they were alone, Maria made a break for the empty armchair nearest the children.

"So children, who shall we be hearing from today then?" Georg asked, holding out the acoustic guitar in front of him as Maria had once done on the night of the puppet show that seemed like so long ago.

"Oh we have something very special prepared!" Friedrich answered proudly.

Maria could not help the joy she felt as she listened to the children harmonize to a new song that Brigitta had written while Liesl accompanied them on the guitar.

"Bravo!" Max said gleefully, standing up from the sofa and clapping enthusiastically, "Georg, you really must allow me to enter these children into the festival!"

"Max," Georg warned, but Max was silenced by Elsa's look assuring him that she would use some of her influence with Georg later.

"Alright children, up to bed," the Captain called, followed by groans of protest from his children.

"But father, we want to hear Fraulein Maria sing!"

"It's been a very eventful day and you all need your rest. Fraulein Maria will be here in the morning," he reassured them.

Brigitta took one observant look at Maria's face and asked, "You will be here when we wake up, won't you?"

Maria's heart broke at the question and she wondered how she had ever thought she could leave these wonderful children for good, especially without so much as a proper goodbye.

"Of course she'll be here," Gretl stated, as if it was the most obvious fact in the world, "Fraulein Maria is going to stay with us forever."

"Well children-" Maria started, unsure of how to tell them of her imminent departure, this time for good.

Seeing the hesitant look on Maria's face, the Captain intervened on her behalf, "Now remember what I told you this morning. You aren't going to have a governess anymore. You're going to have a new mother."

The Baroness beamed from her spot on the sofa.

Maria, however, wanted nothing more than to crawl into a hole and never be seen again. She could feel the prickle of tears in her eyes at his words and it took everything she had to keep her face neutral. She had obviously misread her and the Captain's relationship at the ball, and now that she had found out that he was engaged and held none of the feelings for her as she did for him, she knew she must leave and find her place in the world. But she also knew now that her place wasn't at the abbey.

"So you're going to leave again?" Gretl asked, silent tears already streaming down her face.

"Yes, darling," Maria replied soothingly, gently brushing the tears from the small girl's face, "But I'll always be with you, right in here." She tenderly pointed at her heart.

Maria looked around the room uneasily for a moment, noticing that the five older children were close to tears, and that Marta was also silently crying.

Unsure of what to say to the children whom she loved so dearly, Maria tenderly took the guitar from the Captain. _What to sing_ , she wondered. This certainly seemed like a moment for a song about her favorite things, but as Maria finally made eye contact with the Captain and saw the stormy look in his eyes, she suddenly remembered a song that would perfectly capture her own wistful longing as well as give the children hope.

"This is a lullaby my mother used to sing to me when I was a very little girl," she began, "It always helped me to fall asleep and have good dreams."

She strummed the guitar lightly and began to sing.

As the last note of her sweet soprano voice rang through the air, the room remained deadly quiet for a moment until Maria finally broke the silence.

"Goodnight children," she said softly, her voice barely above a whisper, "Have pleasant dreams. I'll be here when you wake up."

"Do you promise?" Marta asked, sniffling.

"I promise."

After the children were convinced that Maria would not run away again without saying goodbye, they reluctantly stood up from the floor and kissed their father goodnight before heading to bed. Maria followed closely behind them, rushing to say goodbye to the three other adults before making her way upstairs to tuck the little ones in.

"Fraulein Maria, wait," an unlikely voice commanded.

Maria turned around, quite surprised to hear the Baroness addressing her.

"Yes, Baroness?"

"You must stay down with the adults tonight, to celebrate your return. We are so _glad_ you came back to us."

Max turned to look at Elsa curiously. She had talked to him about a plan to keep Maria away from Georg and to "keep all that lovely money in the family" like he had been so happy about, but he couldn't see where she was going with this.

"This is business," she whispered so that only he could hear.

 _Baroness Machiavelli, indeed._

Nevertheless, Max considered Elsa to be his friend. Their friendship may have seemed superficial, and perhaps it was. But Elsa was one of the few people who truly understood him, sometimes even better than Georg. And because Max cared for Elsa, he would help her to marry the Captain. Not because he was a sponge- which of course he was- but because he knew that she truly cared for him, and that Georg would get over his strange fascination with the governess soon enough.

So when Maria stuttered, "Well, I couldn't… it wouldn't be appropriate," Max took that as his cue to step in.

"Nonsense," he interjected, "Franz, would you please fetch a hot tea for Fraulein Maria?"


	3. Chapter 3

Maria wasn't sure exactly how she had gotten roped into her current situation, but she was somehow situated on the couch next to Herr Detweiler, with the Captain and Baroness occupying the sofa across from them. She had spent the past half hour sipping her tea and carefully navigating the seemingly shark infested waters that made up the Baroness and Herr Detweiler's conversations. She had been dutifully avoiding looking up at the Captain, but she could often feel his gaze on her.

Finally, Elsa saw an opening in the conversation to ask what she had really wanted to since she first asked the little governess to stay.

"I was wondering why on Earth you left us so hastily, my dear?" she asked, her eyes glinting with something Maria couldn't quite identify, "Did something at the party scare you, or _someone_?"

Georg shifted uncomfortably in his seat, and the Baroness put a possessive hand on his thigh.

Maria couldn't ignore the Captain's intense gaze on her face and finally raised her head so that she could look him in the eyes.

"No, I wasn't afraid of anything or anyone at the party," she lied, but the Baroness gave her a knowing look that told Maria that she wasn't convinced.

Feeling she needed to explain herself, Maria went on, "I left because… because I had to speak to the Reverend Mother about my vocation."

"Oh my, that does sound serious," Elsa replied, "And did she help to relieve your worries?"

"Yes, she did," Maria replied, smiling as she thought back to the Reverend Mother's wise words, "She made me understand that my love for God would not be lessened by giving my love to someone else. She helped me to realize that God is calling me to serve him in a different way, and so I've decided to leave the abbey."

Maria's eyes flashed quick as lightning to the Captain, but then returned to her lap. As fast as the exchange was, Elsa did not miss it.

"Leaving the abbey?" Max gasped, "Well isn't this juicy?"

Georg finally spoke, his voice a strangled echo of his usual strong baritone, "What made you decide to leave the abbey? I thought you missed your life there too much to stay with us?"

 _You_ , Maria thought, but instead she said, "I realized that there were certain things that I just couldn't give up."

"Well don't be so cryptic, Fraulein," Max chided, eagerly leaning in to hear more of the gossip. This was the most exciting conversation he'd had in a long time. "You must tell us what was so important that it tore you away from your little cloistered life dedicated to God."

Georg shot his friend a warning glance, but Maria continued, staring intently at the hands she was nervously wringing in her lap.

"I … um… well I… I realized that I wanted to be a mother."

Maria had not planned to tell them that she wanted to have children, in fact she hadn't even consciously realized this fact herself, but as soon as the words were out of her mouth she knew in her heart that they were true. Taking care of the von Trapp children had opened a door in her that she always thought would remain tightly shut, and now that she had gotten a taste of what lay beyond it, she knew she would never be able to go back.

The Reverend Mother had told her that she had a great capacity to love. She knew now that it was God's will for her to share that love with another and to have a family. She doubted she would ever find someone whom she could love as much as the Captain, but she was sure she could be happy with and care for another.

Georg coughed on his drink, and Max could not control his chuckle, "Well now I'm very glad the fraulein stayed for tea, I have not heard something so deliciously outrageous since my days as a young sailor."

Only Elsa had been able to maintain her composure. This was going to be even easier than she had anticipated.

"Well that is just lovely, Fraulein. I am so happy that you realized that the abbey was not for you. Now we just have to work on finding you a man so that you can start your happy life on this new path."

"Oh, Baroness that won't be necessary-" Maria tried to argue, but Elsa quieted her with a wave of her hand.

"It's absolutely no trouble at all, Fraulein. Max, you must know some handsome _young_ sailors who would be a suitable match for this beautiful girl here." She looked at him expectantly.

Max only hesitated for a beat before agreeing, "Oh, oh yes, of course! I'm sure there would be a line out the door for the chance to marry you, my dear!"

This seemed to snap the Captain out of the disbelieving stupor that Maria's statement had put him in.

"Max," he warned, his voice a low growl.

But Max was not phased, and pushed on, much to Elsa's delight.

"Well let's see, there's Lieutenant Gruber, and Lieutenant Schuster, oh and there's Admiral Heilig-"

"Oh don't be silly, Max," Elsa interrupted pointedly, "Admiral Heilig is _much_ too old for our Fraulein Maria."

Max gave her a knowing look; Elsa was well aware that the Admiral and Georg were close in age.

"Of course, how silly of me," Max said sarcastically, "Don't worry, just let me think a moment. I know there are more."

"Max!" Georg exclaimed again, angrily slamming his fist on the arm of the sofa, "I will not tolerate you trying to set up a former postulant straight out of Nonnberg with a _sailor_ of all things!"

"I don't know how to tell you this, darling," Elsa laughed, "But you were once a sailor. How on Earth can you harbor such ill feelings toward them all?"

"Well because he was one of the worst of them of course," Max laughed heartily. "Old Georg here was quite the scoundrel. He knows firsthand _exactly_ the type of trouble a young girl can get into with a sailor."

"Oh how incredibly wicked of you, Georg," Elsa exclaimed, clutching Georg's hand between both of her own.

A flush had risen up the Captain's neck, and he appeared to be working very hard to keep himself under control. He had never thought that Maria would hear about his youth as a well-known rake, and looking at her wide eyes he felt shame and worry that she might think less of him.

"Ah, I've got it!" Max exclaimed excitedly, "Captain Leitner! How could I forget? He would be the perfect match for you, Fraulein. He is kind and accomplished, and he has so much lovely money."

"Oh Herr Detweiler-" Maria started to protest, but she was interrupted by a livid Georg.

"Max, I will not tell you again! The Reverend Mother trusted me with Fraulein Maria's protection. I will not have you exposing her to that kind of… _lifestyle_."

"Well Fraulein Maria isn't a postulant anymore, Georg," Elsa tried to reason, "I think it would be lovely if we could set her up with a nice man so that she will have someone to care for her once she leaves us."

Georg could only sigh in defeat, desperately trying to think of an appropriate response that wouldn't betray how he was really feeling, but there was none.

* * *

A/N: Just for some clarification: You might be wondering why Elsa wouldn't just let Maria leave and have everything work itself out. I think because Elsa is still so insecure about her relationship with Georg, she would take some drastic measures to ensure that Maria doesn't ruin everything she's been working toward for the past couple of years. Elsa saw how they danced at the party and even how Georg asked Maria, " _You are back to stay?_ ", so there is obviously still something between them, and she wants to cover all her bases.

As always thanks for the reviews, they really do brighten my day! :)

\- Manda


	4. Chapter 4

Hello lovely readers! Before anything I have to apologize for my lengthy absence. Life got really crazy and unfortunately this story just got put on the back burner. I also wanted to wish you all a very Merry Christmas. I hope Santa brought you some of your favorite things and that you are spending some time with your loved ones. Here is my gift to you. :)

* * *

Georg lay awake in his bed, his thoughts pounding behind his skull and forcing away all chances of sleep.

It had been like this most nights since Maria's hasty departure from his home. And after Maria's return this afternoon, he had been forced to confront his feelings for her once and for all.

Of course the children had missed her, but so had he. He missed his nightly discussions with her about the children's lessons, he missed her singing, he even missed the trouble she always seemed to get into. But most of all he missed the constant laughter and joy she brought to the house, the spark of light that was missing when she was away, and which would once again be extinguished when she left for good.

He wasn't sure when or how it had happened, but the Captain had somehow developed feelings for his governess. But how could she return them? She was young and beautiful and would want someone without the immense baggage he carried.

He had hoped that perhaps she had left because she had also felt something shift between them during their dance, that she had started to develop feelings for him as well. However, she hadn't shown any signs of returning those feelings since she'd been back, and now Georg was unsure.

But that didn't mean that he could simply stop thinking of Maria this way, even though he tried.

God he had tried.

Maria's words tonight certainly hadn't helped the situation. In fact, they had shaken him more than he'd like to admit.

" _I realized that I wanted to be a mother._ "

The moment she had crossed that line, it was like a dam inside of him had broken. Images of him marrying her, making love to her, caressing her swollen stomach as she carried his children, had been let loose inside his brain. He couldn't control himself.

He had always known that she didn't belong locked away in an abbey. It would have been _such a waste_.

Georg shook his head, trying to clear it. It was completely inappropriate to think of her this way. She was his children's governess, for God's sake, and he was engaged to Elsa. Perhaps these thoughts were just a symptom of his cold feet for getting married again. Yes, that's all it was.

But a small voice in his head kept reminding him of how angry he felt when Elsa and Max mentioned setting her up with an old navy friend. Maria was so innocent, he doubted that any of Max's old acquaintances would be suitable for her.

Why were they so hellbent on setting her up with another man anyway?

He could guess why his fiancée would want to get Maria out of the picture, especially after her remarks to him after she had watched them dance together at the party held in her honor, but he could not for the life of him understand why Max was so intent on getting involved.

As he tried to close his eyes again, he saw the unbidden image of Maria, dressed in his favorite blue dress, twirling around his patio as the familiar strings of the Laendler played. He was unwilling to open his eyes, afraid that the vision of her, looking every bit as beautiful as she had that night when he had held her in his arms, would disappear. But then suddenly Maria spun so that her back was to him, and he could see her partner's face for the first time. It wasn't him, as he had assumed, but some nameless navy soldier who was looking deeply into her eyes and pulling her closer.

Georg's eyes snapped open and he groaned heavily; it was going to be another sleepless night.

* * *

"Good afternoon, darling," Elsa said, breezing across the patio and gracefully taking her seat next to Georg, "Ooh this lemonade looks delicious!"

"You were up early this morning," Georg said just a bit too quickly, "You were gone even before breakfast."

"Well yes," Elsa said easily, nonchalantly smoothing her hair, "I simply had to buy a new dress for this evening."

"This evening?" Georg questioned.

"Well surely you haven't forgotten, Georg?" Elsa asked innocently, "Max has promised to introduce Fraulein Maria to Captain Leitner! I knew I just must have a new dress for the occasion!"

"Elsa, I never agreed to-"

"Oh there she is now!" she interrupted, "Fraulein Maria, you came at the perfect time. You must allow me to help you get ready for dinner this evening. We're going to be hosting a dinner guest who is so eager to meet you!"

Maria's face betrayed her uneasiness about meeting this new guest, but she smiled politely in response.

"That's very kind of you, Baroness."

"Oh it's nothing, dear," Elsa dismissed her with a wave of her hand, "You have no idea the _joy_ that seeing you happy with another will bring me."

Maria took a deep breath before walking through the threshold to the dining room, adorned in the new blush chiffon dress that the Baroness had gifted her. She had protested when the Baroness had shown it to her, but Elsa had insisted, and Maria had to admit that the dress was lovely.

It had a sweetheart neckline, with thin straps and gauzy fabric that draped elegantly off her shoulders. The soft chiffon material was ruched at the waist before the skirt flared out to a few inches above her knees. Maria loved how it swished around her when she moved, giving her an air of elegance that she rarely felt- except for those times she'd worn the blue dress the Captain had gifted her.

The Baroness had also insisted that Maria allow her to do her makeup for the event, and had applied some mascara, rouge, and lipstick to her face. As the Baroness had held up a mirror for Maria to look at herself, Maria felt like she was looking at a stranger. She had never had much experience with makeup, especially not in the abbey. Makeup was considered an earthly temptation that was simply unnecessary.

But now, looking at her reflection in the mirror, she had to admit that the mascara framed her eyes, making them appear even bigger and brighter, and the rosy tint to her cheeks and lips made her feel more feminine. The Baroness obviously knew what she was doing when it came to womanly things like makeup, something Maria had never really been able to grasp.

"One look at you and Captain Leitner will lose his wits. You'll be accepting his proposal by the end of the evening," the Baroness said happily, pleased with her handiwork.

Maria couldn't help but hope that someone else might notice how different she looked.

* * *

Georg noticed her as soon as she walked through the door, looking absolutely stunning in a new dress. He had to stop mid-conversation with Max and Alexander Leitner to stare at her for what Max noticed was a few moments longer than what would normally be deemed appropriate for an employer and his employee.

"Fraulein Maria, I would like to introduce you to Captain Alexander Leitner," Max said, pulling Maria gently by the elbow toward the stranger in the room.

He was tall, Maria noticed, and quite handsome. He had sandy hair and deep green eyes, and was wearing a similar uniform to Captain von Trapp. Maria was embarrassed to find herself blushing as Captain Leitner flashed a smile at her.

Maria gathered up her courage.

"It's a pleasure to meet you, Captain," she said politely.

"The pleasure is all mine, Fraulein," Captain Leitner said, still smiling at her, "I believe dinner is about to be served, and I was very much hoping that you would sit next to me."

"Of course," Maria smiled, slipping into the seat he had pulled out for her, oblivious to the glare that Captain von Trapp had directed in Captain Leitner's direction.

Maria found that conversation flowed easily with Captain Leitner. She could tell he was a kind, charismatic man who laughed often and loved to tell stories of his adventures in the navy. He was the polar opposite of the stoic, mysterious Captain von Trapp.

"Fraulein Maria, you must allow me to congratulate you on a job well done. I've heard much from Max about the wonders you've worked with the children," Captain Leitner said to Maria once dinner was served, giving her such an earnest look that she found it hard to look away.

She blushed, and quickly refuted his words, "Oh they're such wonderful children, Captain, they just needed a little attention to blossom."

"Don't put yourself down, dear," Elsa said, "The children absolutely adore you. You were always too maternal for that abbey."

"The _abbey_?" Alexander asked incredulously.

"Yes, our dear Fraulein Maria was a postulant at Nonnberg Abbey until very recently," Elsa said innocently, taking a calculated sip from her glass.

"Now that perked his ears up," Max laughed heartily, "Once a rake always a rake."

"I resent that, Max," Captain Leitner said seriously, but it was obvious that he was trying not to smile.

"Oh please," Max challenged him, "Do you mean to tell me that a virginal ex-postulant doesn't seem like the perfect challenge for a wolf like you?"

Maria blushed profusely and look down at her plate as the Baroness laughed along with Herr Detweiler.

Captain von Trapp had had enough of this topic and tried to divert the conversation away from Fraulein Maria. He would have a word with Max later about propriety, and his utter lack of it, as well as question his strange behavior this evening.

* * *

Dinner was going splendidly, and all according to Elsa's plan. She could see that young Captain Leitner was enchanted by the vivacious governess, and that even Maria was showing some signs of interest.

And to make things even better, Max had done as she asked and slipped the Elberfeld's upcoming ball into the conversation.

"Well then, Alexander, are you planning on attending Tobias and Anna's ball next Saturday evening?" he teased, "I'm sure there will be an unconscionable number of pretty girls in attendance whom you can try to trick into marrying you."

"Oh Max, you're such a beast!" Elsa laughed.

"For your information, Max," Alexander drawled, taking a long sip of his wine, "I already have my eye on a certain someone to be my date to the ball."

"Oh how lovely!" Elsa exclaimed, clapping her hands together, "Do tell who it is."

"Well, if you insist," Alexander said, a mischievous glint in his eyes.

He slowly turned towards Maria and asked, "Fraulein, would you allow me the honor of escorting you to the Elberfeld ball? You will make what would most certainly be a dreary, tedious affair a joyous occasion, I'm sure."

Maria hesitated for only a moment, her eyes flickering towards the Captain's to search for any signs of disapproval, but before she could make eye contact with him she noticed his hand linked with the Baroness' on top of the table, a sight that made up her mind for her.

"I would be delighted, sir."

* * *

A/N: Oh dear, what a mess. Sorry that it's a bit choppy, but at least we finally got to meet Captain Leitner. As always thank you for the reviews and support.

\- Manda


	5. Chapter 5

Disclaimer: I don't own the _Sound of Music_ , just having a bit of fun with the characters I love so much. Enjoy!

* * *

Georg was sulking in the corner of the Elberfeld's ballroom, gulping his brandy so quickly that his throat burned. He had long ago lost track of how many drinks he'd had, but he was sure that by now he had consumed the better half of a bottle.

He wasn't sure where Elsa had run off to, probably gossiping with some of the women in the parlor or smoking on the patio.

Georg's eyes remained firmly planted on the beautiful woman in the sapphire blue dress who was twirling around the room, smiling and laughing. The image would have made him smile if he hadn't been so focused on her dance partner, or more specifically _his hands_.

Georg was watching with bated breath, shooting daggers in his direction. Every time Captain Leitner's grip on Maria's waist dropped even a centimeter lower, Georg's hands balled into fists and he poured himself more brandy.

Georg remembered that day only a few weeks ago when he had been the one to hold Maria and spin her around the dance floor, to-

Georg shook his head, trying desperately to clear it.

He wasn't sure what Maria saw in this man. He was handsome, Georg supposed, and accomplished, but then he thought, _so was he_. But Captain Leitner was _young_. He didn't have any grey hairs, or seven children, or a fiancé. And he certainly wasn't old enough to be Maria's _father_ , Georg thought bitterly.

Georg was generally a confident man, sometimes even teetering on the edge of arrogance, but when it came to Maria it seemed he could be as insecure as a teenage boy. Did she find him attractive? Or would she find the advances of an old man like him repulsive?

The thought of her rejecting him was enough to make his stomach clench uncomfortably, and he took another generous swig of his drink.

As the dance ended, Georg had subconsciously decided that he would claim Maria for the next dance, and his foot stepped forward of its own accord, probably because of that half bottle of brandy pumping through his blood.

He was equal parts disappointed and relieved when the hostess of the party herself stopped him from his hasty intervention.

"Fraulein Maria, dear," Anna Elberfeld called, grasping Maria's delicate hands between her own gloved ones, "I must tell you how impressed we were by the children's singing at the von Trapp ball. They were simply delightful!"

Maria beamed, "Thank you, Baroness."

"If you think the children's voices are delightful, then you absolutely must hear Fraulein Maria's breathtaking soprano," Max interjected, always keeping an ear out for possible business ventures.

"Well then," Tobias Elberfeld said joyfully, clapping his hands together, "It seems as though it's time for a little sing song."

"Oh no, I couldn't possibly-" Maria started to protest as the Elberfelds pulled her towards the parlor, looking for Captain von Trapp to see whether he would disapprove of his governess singing in public, but she couldn't find him in the crowd.

"I insist!" Anna exclaimed, "This party could do with some livelier music. I never was one for waltzing."

Just then Maria finally caught sight of Georg's eyes from across the room. He had just walked through the door to the parlor and was staring at her so intently that she felt the need to look away. But she had seen such sadness in his eyes, such despair, that she had the overwhelming urge to soothe him somehow, and so she began to strum the familiar chords of the song which she knew gave him comfort, and sang softly, " _Edelweiss, Edelweiss, every morning you greet me_."

She brought her eyes up to look at the Captain again and gasped in surprise. He was staring at her the same way he had when he held her in his arms during the Laendler, with an intensity and longing that left Maria breathless.

" _Small and white, clean and bright_ , _you look happy to meet me._

 _Blossom of snow may you bloom and grow, bloom and grow forever._

 _Edelweiss, edelweiss, bless my homeland forever._ "

Maria kept strumming the guitar, preparing to enter the second verse, when she heard Baroness Elberfeld call out, "Well she needs a partner to sing the next verse! Any takers?"

She not-so-subtly nudged Captain Leitner with an exaggerated wink in Maria's direction.

Georg felt his body take a step forward of its own accord once again, prepared to sing with Maria, public audience be damned, when he was stopped in his tracks by the sound of Alexander Leitner's smooth tenor voice harmonizing with Maria's.

Captain Leitner had walked over so that he was now standing next to Maria with his palm placed gently on her shoulder, and Georg felt his heart clench painfully as he watched her stare at the man as she sang _his_ song with someone else.

Georg felt like he was suffocating, and unable to bear the sight before him any longer, hastily took his leave, heading for the solace of the patio.

"I didn't know you could sing, Captain Leitner," Maria said enthusiastically once the song had ended.

"Yes, well you made it easy," Captain Leitner said, "You have an incredible gift, Fraulein."

"Has Max gotten to you?" Maria joked, "He's been trying to sign me as an act ever since the von Trapp ball."

"Well he's certainly mentioned it one or two- _hundred_ times," Alexander laughed.

"And really, I must insist that you not be so formal with me. Alexander is fine."

"Well then I must insist that you call me Maria."

* * *

"There you are, darling," Elsa said happily, coming to stand close to Georg and taking his hand in her own, "I was wondering where you ran off to! Are you enjoying the party?"

"Not particularly," Georg responded wearily, pinching the bridge of his nose with his thumb and forefinger.

"Oh dear! Well I'm sure I can help you with that," she said, her voice dropping with her obvious attempt at seduction.

Then suddenly her arms were wrapped around his neck tightly, pulling his face down to hers. She pressed her whole body against the length of his and moved her lips against his own. For a moment he was shocked by her actions, but then the brandy had taken control over him again and he kissed her back passionately.

His alcohol induced haze made his mind blurry, and he imagined _her_ in his arms, with her short strawberry blonde hair and sapphire dress.

He kissed her harder, snaking his hands possessively around her waist and holding her even tighter against him, unwilling to ever let her go, to ever let anyone else have the privilege of touching her like this.

He bit back a moan, he so wanted to carry her back to his room and ravish her all night, to make her understand whom she belonged to.

"Captain-" his thoughts were suddenly interrupted by a small voice.

The Captain's head snapped up and he looked questioningly at the woman in his arms- _Elsa_ he realized guiltily, _not Maria_ \- but she was breathlessly staring at him, her chest heaving and her eyes glossed over with obvious desire. She had not called his name… but who?

He looked to his left, the Baroness still in his arms, and saw the source of the sound. There she stood, the woman of his fantasies, not making eye contact and looking extremely uncomfortable.

"I'm sorry to disturb you," she said uneasily, "It's just that Baron Elberfeld asked me to come find you and let you know that the men are having their last cigar of the evening in the smoking room. He personally requested that you attend, Captain."

With that Maria practically ran from the patio, leaving a speechless and guilt-wracked Georg behind.

* * *

A/N: I know, I know, I'm too cruel to poor Georg and Maria. I'm sorry! I've gotten a few comments asking me not to let them suffer for too long, and if I was a better person I wouldn't. But I love an angsty fic, so unfortunately Alexander's going to be sticking around for a while while these two get their feelings sorted out. Also, if anyone's an _I Dream of Jeannie_ fan, my whole inspiration for this fic was the _How Do You Beat Superman_ episode where Tony finally realizes what he has once he almost loses Jeannie to the seemingly perfect man. Maria felt that way all the time when the elegant, beautiful, rich Baroness was around, so I think now it's Georg's turn. Again thank you for the lovely reviews, I always love reading what you have to say. :)


	6. Chapter 6

"Captain before we begin, I- I- I wanted to ask you for a day off," Maria said nervously, wringing her hands together.

Georg had asked to see her in his study after dinner and she now sat across from him, anxiously awaiting his answer to the question she had just blurted out. She had planned on calmly working up to asking, but her nerves had gotten the better of her.

"A day off?" Georg repeated uneasily; she had never asked for any time off before. "Whatever for?"

"Well," Maria said, not quite meeting his eyes, "Alexander has asked me to go into Salzburg for a picnic next Thursday and I was hoping that-"

Georg was having a hard time listening. Had she just called him _Alexander_?

"You two are addressing each other by your Christian names now?" he blurted out before he could stop himself.

" _What_?"

"You and Captain Leitner," he clarified exasperatedly, his tone defensive, "Since when have you two been so informal with each other?"

"Captain, what on Earth are you implying?"

"Oh ho ho," the Captain laughed mirthlessly, "I am not _implying_ anything, Fraulein. It is quite obvious to everyone what is going on with you and Captain Leitner."

The Captain knew he was being unfair, cruel even, but it seemed as though he no longer had control over his mouth, and he pressed on, "I am simply reminding you that you are in charge of seven children who are easily influenced, and acts of impropriety will not be tolerated in-"

"Acts of impropriety?" Maria echoed a bit too loudly, her face flushing in anger and embarrassment, "Captain, nothing improper is going on between Alex- _Captain Leitner_ and me."

Sure they had spent a lot of time together lately, they had spent every night together since the ball, but to imply that they were doing anything more than getting to know each other was simply ludicrous.

"Don't patronize me, Fraulein," the Captain said, but now his voice was dangerously soft, "I see the way he looks at you… and the way you look at him."

Maria felt her mouth go dry. _I look at you like that_ , she'd wanted to scream, but it would be pointless, because that was the way he had been looking at Baroness Schraeder that night at the Elberfeld's party.

Desperate to change the subject, Maria said quietly, "Captain why did you ask to see me tonight?"

The Captain was startled by her question. He had forgotten that he had asked her here in the first place. He had told himself that it was because they hadn't talked much about the children's studies lately. But he knew deep down that it was only a pretense. Really, he had just been craving some alone time with her, something he had been deprived of for weeks. It had seemed like Maria had been avoiding him ever since her return.

He had also felt the irrational need to apologize for what the young governess had walked in on between Elsa and him on the patio at the Elberfeld's party. So much for that now; he could barely talk to her in a civilized manner, let alone apologize properly for something she could never truly understand. To admit that he had been lusting after her, imagining her in his arms as he ravished the other woman he was betrothed to on the patio… not even the decorated naval hero Captain Georg von Trapp was that brave.

So instead he said, "I wanted to ask about the children's progress. We haven't been having our nightly sessions."

"Oh, right," Maria said, and Georg thought that she seemed a bit disappointed, though he wasn't sure why.

Maria proceeded to tell him everything new and exciting about the children, about how Gretl had read a whole storybook to her siblings yesterday, how Marta was doing splendidly in her French studies, and even how Brigitta wanted a telescope for her birthday next month.

Then they had slipped into easy conversation like they used to, laughing and learning more about each other, and for a moment Georg could believe that nothing had changed. But then he realized that now Maria would be having these conversations with Captain Leitner, laughing with him, touching him, trusting him, and he was uneasy again.

Maria deserved to be happy, he reasoned. He would not stand in the way between her and another whom she cared about. Not to mention the fact that he had made a promise to Elsa, the woman who had been there for him in his darkest days after Agathe's death. The Captain planned on doing the honorable thing, and not letting his confusing feelings about Maria overrule his brain.

"It's getting late, Captain," Maria said eventually, glancing at the large clock on the wall next to the mantle, "I must be heading to my room now."

"Fraulein," Georg called after her, once again trying to find the right words to say to explain what she had seen on the patio, "About the Elberfeld's Party-"

But Maria held up a hand to stop him, "Really it was nothing, Captain. It was my fault for intruding on an intimate moment. It won't happen again."

Georg could only nod uneasily.

"Goodnight, Fraulein," Georg said as he watched her retreating form, but as she reached the doorframe he added, "And Fraulein, you can have next Thursday off."

A.N. - I know it's way too short after the break I've taken from this story, but I hope you'll all forgive me. I hope you're all doing well, and thank you for the reviews telling me to please come back and update. I was trying to remember the first time I watched TSOM and realized that I couldn't. I fell in love with it when I was really young while watching it over and over again at my Grandma's apartment, and it's been my favorite movie ever since. When did you guys fall in love with TSOM?


	7. Chapter 7

Maria sighed contentedly, taking in the sights and sounds of her mountain. When Alexander had recommended a picnic, she had automatically suggested that they take a visit to her favorite place in the world. She was eager to show it to him, knowing he would appreciate it.

They had spent the last few hours laughing and getting to know each other. Talking to Alexander was easy, and she found herself enjoying her time with him so much that she barely noticed as the world around her started to turn to twilight.

"So how did you wind up a navy captain if you always wanted to be an artist?" Maria asked curiously as she bit into a large piece of apfelstrudel, she couldn't possibly think of two more opposite professions.

"My father was an Admiral in the navy," Alexander shrugged, casually crossing his arms behind his head as he leaned back into the fresh grass. "He died when I was twelve, and I knew he wanted me to continue his legacy."

"I'm sorry about your father," Maria said softly, "I lost my parents when I was a young girl too."

"I'm sorry to hear that, Maria," Alexander replied, and Maria could hear that there was sincerity in his voice, but no pity. She appreciated the distinction.

"Was that part of the reason you chose to join the abbey? You seem much too free-spirited to be a nun."

"Yes," Maria said wistfully, "I always wanted to have somewhere that I belonged, to have a family. When I was a little girl I used to climb the trees outside of the abbey and watch the sisters sing while they worked. They all seemed so happy, so fulfilled. I wanted so much to be a part of it."

As he listened, Maria could see something flicker in Alexander's eyes, and he inched closer to her on the blanket.

"Maria," he began, his tone as soft as if he was talking to a frightened animal, "I would like very much to kiss you. Would that be alright?"

Maria's heart was thundering in her chest. She felt like she was torn in two. One half of her was screaming 'yes', eagerly awaiting the feel of Alexander's lips on hers, but the other half kept thinking about Captain von Trapp, and how he might react if he knew she had kissed another man. But then the image of the Captain holding the Baroness so intimately on the patio of the Elberfeld's villa came to the front of her mind and she realized she was being ridiculous. The Captain would have no reaction at all to her kissing another man. He was engaged to a beautiful, elegant woman and she was nothing but his children's governess. She certainly wasn't going to ruin her relationship with another man- especially one as genuinely kind and handsome as Alexander- over a fantasy that existed only in her mind.

Maria nodded, and Alexander smiled widely. He leant in towards her and cradled her face in his hands as he gently placed his lips on hers.

The kiss started out sweet and tender, and Maria felt like she was soaring in the clouds. She had often imagined what her first kiss would be like, especially since she had started questioning her vocation. But all of her daydreams paled next to the real thing.

Soon Alexander deepened the kiss, his hands starting to roam over her dress, and as much as Maria was enjoying these new sensations, she couldn't help but see Sister Berthe's disapproving look behind her eyelids.

"Perhaps we should slow down a bit," Maria said breathlessly, placing her palms on Alexander's chest and gently pushing him away from her.

"You're right," Alexander said, looking just a breathless as she did, "Forgive me. It's getting late, I should get you home."

* * *

"Where's Fraulein Maria?" Gretl asked at dinner that night.

Georg's eyes flashed once again to her empty chair across the table.

"Fraulein Maria went out for a picnic with Captain Leitner," Elsa said, trying to hide her smile.

"Yes, it seems that your matchmaking skills are still as sharp as ever," Max laughed.

"I suspect that we shall soon hear wedding bells!" Elsa agreed joyfully.

"But that was for lunch," Louisa interjected, "What could possibly be taking them so long that she'd be late for dinner?"

That was exactly the question Georg had been trying to avoid asking himself, to little success.

At that moment they could hear Maria walk through the front door of the villa, singing as always.

Georg could see his children beginning to squirm in their seats, itching to go greet their beloved governess after not seeing her for a whole day.

"I'll make sure she comes to dinner right away," he promised his children, standing up from the table and trying to avoid Elsa's disapproving glare as he walked out into the foyer.

"Fraulein, you're home," he called to her at the top of the stairs.

"Yes, Captain," she replied, not quite able to meet his eyes, "I'm sorry that I'm late for dinner again. If you could please tell the children that I just wanted to freshen up and I'll be right down."

The Captain nodded distractedly; he wasn't looking at her, she realized, and she curiously looked down to follow his gaze.

"Edelweiss?" he questioned, looking at the small white flowers she clutched in her hand.

"Oh yes!" Maria said happily, "Alexander surprised me with a bouquet of flowers he picked."

Georg smiled tightly, trying not to let her see how much the sight of her clutching those flowers had hurt him, but Maria could see that it did not touch his eyes.

"Go get dressed, Fraulein. We'll wait for you," Georg began, and then, before he could stop himself, he added, "Kindly try not to run away and keep us all waiting this time."

Georg had had the sudden urge to make her feel some of the hurt he had been feeling because of her relationship with Captain Leitner, but when he saw the guilt flash in her eyes he immediately regretted his words. He cursed himself for being so selfish. Must he always try to ruin _everyone's_ happiness? He had to stop blaming her for everything, using her as a scapegoat for his own cowardice and regrets.

Sighing heavily, he made his way back to the dining room and his fiancée.

A/N: **Anxiously peaks out from behind hiding place** At least Maria could tell that continuing the kiss any further didn't feel right. That's a good sign, right? I promise that soon we'll get to see a little more of Captain Leitner's character; it's not all sunshine and roses. And that I'll lighten up a little on the angst. I think I've gotten most of it out of my system. ;)


	8. Chapter 8

"Children, I would like to introduce you to Captain Leitner. Alexander, this is Liesl, Friedrich, Louisa, Kurt, Brigitta, Marta, and Gretl."

"It's a pleasure to meet you," Alexander smiled, "I've heard so much about you all, especially about your gorgeous singing voices."

The children beamed at his compliment.

"We've heard a lot about you too, Captain," Liesl said knowingly.

Maria tried to hide her blush as Alexander looked towards her, his eyebrows raised, "Really? All good things I hope."

"Of course," Maria said hastily, quickly trying to change the subject. "Shall we all play a game?"

Soon they were all laughing as they played on the pristine grounds of the villa. Maria was delighted to see how quickly the children had warmed up to Alexander. Thank goodness they hadn't reverted to their old tricks, but instead were now running around the grounds, trying to avoid Alexander as they all played a game of tag.

Maria smiled at the sight before her and began to walk towards the terrace to fetch some lemonade.

When she turned around she saw that Captain von Trapp had returned from his business outing in Salzburg and was staring at the same scene she had been just a moment ago.

She smiled broadly up at him, "Captain, you've returned!"

Georg merely nodded, distracted by the sight of Captain Leitner running about the grounds with his children. They seemed to have warmed up to him remarkably quickly, and were laughing and smiling as he chased them around, always letting Gretl and Marta stay just out of his reach so that they could continue playing the game.

Georg felt a sudden pang of sadness. Sometimes his children were still wary of him, their own father. He could see them tread carefully when talking about certain subjects, always afraid their distant, cold father would return, blowing his whistle and barking orders at them. He could see no fear or trepidation in their eyes as they looked at Captain Leitner.

 _Was there anything this man couldn't do_ , Georg wondered?

He sat down heavily in his patio chair and removed his jacket. It was quite a warm summer day, and the heat was beginning to get to him.

Maria walked over to the table where he sat and asked, "Would you mind some company? I could use a rest from all this running around."

"Of course," Georg said, gesturing to the empty seat next to him, "Be my guest."

"How was your business meeting?" Maria asked him, realizing how tense he looked.

"It was-" he began, and then hesitated, looking into her eyes and trying to decide if he should burden her with his troubles. He saw how earnestly she looked at him and decided to continue, "Concerning."

Maria's eyes widened frightfully, "Concerning?"

Maria couldn't imagine what could possibly frighten the brave naval captain she had come to know over the past few months. She had never seen him flinch or back down from anything. Seeing him like this worried her immensely.

"One of my old navy comrades has come across some information that suggests that I will be asked to accept a commission from the Third Reich in Bremerhaven within the next month," he said, running his hands roughly through his hair.

Maria gasped, "But Captain you can't!"

She knew how he felt about the Third Reich and all they stood for.

"To join them would be unthinkable," Georg agreed, "But to refuse them would be fatal for all of us."

"Oh, Captain," Maria said, her voice full of emotion, "What about the children?"

Georg didn't have the chance to respond because at that moment Elsa and Max strolled onto the patio and sat at the table next to him and Maria.

"Georg, you're home!" Elsa exclaimed happily, making a show of pecking her fiancé on the cheek. "How was your venture into Salzburg?"

"Yes, how was old Lieutenant Wagner?" Max asked.

Georg reluctantly told his two companions about Bremerhaven and Maria listened in shock to their flippant responses.

"Well naturally you must accept, Georg," Elsa replied with a wave of her hand, "There's no way to stop all the madmen on this planet. You simply cannot carry the weight of the world on your shoulders. You're only a man."

"Yes, Elsa's right," Max agreed, "Georg, you must at least pretend to get along with these people."

"Get along with them?" the Captain echoed, incredulous. He looked towards his best friend, his mouth hanging open slightly in shock.

"Max, these days it seems more often than not that I simply do not recognize you at all."

"Georg, don't be so dramatic. What's going to happen is going to happen, just don't let it happen to you."

"Max, one day you'll finally understand that neither you, nor I are the center of the universe. There are some things that are much more important, worth fighting for… worth _dying_ for," Georg answered passionately.

Maria could feel tears welling up in her eyes at the Captain's words. She noticed that he seemed a million miles away. She wondered if there was anything she could say to bring him back down to Earth, to comfort him somehow, but she remained quiet, trying not to worry about how uncertain the future was.

* * *

The next day, Georg rose from his desk as he heard the doorbell ring. He waved Franz off and opened the door himself, eager to have a word alone with their visitor.

"Ah, Captain von Trapp," Alexander said, sticking his hand out for Georg to shake, "It's a pleasure to see you again."

"Captain Leitner," Georg acknowledged gruffly, physically unable to be more than civil towards the man.

"I'm here to pick up Maria," Alexander breezed, unaffected by Georg's unpleasant tone.

"Of course you are," Georg said under his breath.

"One of the men I was stationed with in my navy days is getting married in Vienna this weekend," Alexander explained, "And Maria agreed to be my plus one."

"Do you mean to tell me that Fraulein Maria is going to be alone with you in a hotel for the weekend?" Georg asked, incredulous.

"There will plenty of honorable sailors around the hotel, Captain, as well as a few of their wives. We'd hardly be alone," Alexander tried to reason.

" _Plenty of sailors_ ," the Captain echoed,"Surprisingly enough that doesn't exactly ease my worries. The fraulein is under my protection. I will not allow her to take this trip without the proper escort and chaperone."

"Well do you have any suggestions?" Alexander asked.

At this point Elsa, who had walked into the parlor midway through the men's conversation, interjected, "Georg it's been so long since we've been to Vienna. I for one would love the chance to socialize properly."

"Well then, it's all settled!" Alexander said with a clap of his hands before Georg could argue, "Officer Maier owes me his life twice over, he certainly wouldn't mind entertaining another guest, especially not one as well regarded as Captain Georg von Trapp. Pack your bags Baroness Schraeder; the car leaves at noon!"

* * *

A/N - Off to Vienna we go! I'm having a lot of fun writing this story and I hope you're all enjoying it so far. Thank you as always for all of your lovely reviews! -Manda


	9. Chapter 9

The Grand Viennese Hotel was one of the most magnificent things Maria had ever laid eyes on. It seemed that every inch of its walls was intricately plated in gold and dozens of chandeliers made of thousands of shimmering crystals hung from its ceilings. Outside there was a gorgeous garden full of blooming flowers with an impressive waterfall at its center. And to top it all off the hotel was situated on the Danube and had a canal full of rowboats overlooking the rest of the city available for the guests to use.

It was in one of these rowboats that Maria and Alexander sat, although Maria's thoughts were still miles away in Salzburg.

"Maria, love, you look like something's bothering you. Is something wrong?" Alexander asked, holding Maria's hand in his with concern etched across his features.

Maria decided to be honest about what had been bothering her for the past few days.

"It's just that the Captain has been informed that he will be requested to serve in the navy of the Third Reich, and I'm worried about what will happen when he refuses."

"Refuses?" Alexander echoed, "Why on Earth would he do a thing like that?"

"Captain von Trapp's political convictions don't exactly align with the Nazi party," Maria explained, her tone hard.

"Yes, I know," Alexander explained, "Neither do mine. But he must think about how this will affect his children. Think of the danger he'll put them in if he doesn't cooperate. He'll put targets on their backs."

Maria nodded wearily. She understood how difficult this choice was, but she couldn't ever see Captain von Trapp pretending to be less than he was.

"What about you?" Maria asked, "Surely you must have considered that the Nazis will not stop at just one accomplished naval hero. What will you do when you get your commission letter?"

Alexander hesitated for a long moment, for once his usually cheerful face showing signs of distress.

"I've thought about it a lot, Maria… and I'm not sure. My life is in Austria, my family, my friends, _you_. I don't think I could leave everything behind and spend my life in hiding. And what about the people I care about? I couldn't live with myself if someone I loved got hurt because I was selfish enough to run away from my problems and leave them to clean up the mess."

"But what about what the Third Reich would make you do?" Maria persisted, "You'd be fighting on the wrong side of history, be known to future generations as a villain."

A shadow seemed to pass across Alexander's face and Maria could see the stormy look in his tortured eyes, something that he had concealed so effectively in the past.

"You're right," he agreed, "But the choice isn't as black and white as Captain von Trapp likes to make it seem."

* * *

Maria couldn't sleep. She was thinking about the conversation she had with Alexander that afternoon.

Part of her knew he was right, that the Nazis were dangerous people who should not be underestimated, but the other part of her had wanted to scream at Alexander for not being willing to put up more of a fight against them.

A famous quote had been at the forefront of her mind lately, "The only thing necessary for the triumph of evil is for good men to do nothing."

Never had those words seemed so true. Could she sit around and do nothing? Could she stay in the little bubble of her life and pretend that evil was not triumphing all around her?

Alexander had claimed that running away from the Nazis would be selfish, but wouldn't staying and complying with their wishes in order to feel safe be selfish as well?

Maria had never felt more confused.

Knowing that sleep was not going to come to her anytime soon, Maria rose from her bed and shrugged on her robe before making her way down to the hotel kitchen and the leftover apple strudel that she knew waited for her there.

She had just opened the refrigerator to claim a piece of the scrumptious pastry when she heard a voice that made her jump.

"I see I'm not the only one who's having trouble sleeping."

"Captain!" Maria gasped, her hand flying to her chest, "I didn't see you there."

He had been sitting at the table in the dark, wearing his pajamas and dressing robe. Maria tried not to show how affected she was by seeing him in something other than a dress shirt and tie.

Georg chuckled, "I didn't mean to frighten you, Fraulein. Please, take a seat."

Maria gave him a small smile and sat down across from him.

"So," he asked, "What's keeping you awake?"

"Oh it's nothing important, Captain," Maria replied vaguely, but Georg wasn't going to let her off the hook that easily.

"Fraulein, I want a truthful answer from you. What has you looking so uncharacteristically gloomy?"

"Well…" Maria hesitated, "It was a conversation I had with Alexander this afternoon."

Georg's voice grew hard, "Has he done something to hurt you?"

"Oh no, no Captain! Of course not! Alexander would never intentionally hurt me!"

"Well he certainly said something to make you lose sleep," Georg countered.

Maria hesitated for a moment, and Georg gestured for her to go on.

"It was a conversation we had about his service in the navy," she finally answered quietly, unable to look Georg in the eye as she spoke, "He told me about his plans if and when he is commissioned by the navy of the Third Reich."

"I see," Georg said gently, understanding immediately. He had seen this before. Many good men whom Georg had once had under his command had given into the demands of the Third Reich out of fear.

"Oh but Captain, I don't understand how he could be so willing to give up without so much as a fight! He says that he would join them to protect his family, to protect _me_! I can't have that on my conscience. If he got hurt because of me, or hurt other innocent people because of me, I don't think I could bear it," her voice grew dark, "I think it would kill me."

Georg wanted to comfort her but could offer little reassurance. "It's a difficult decision to make, Fraulein. Perhaps Captain Leitner just needs time to see the right path."

"It wasn't difficult for you," Maria argued, "You know what's right, and you won't let fear rule your decision. You're not afraid of anything."

 _If you only knew, Fraulein._

"Oh ho, do you think that doing the right thing is easy? That I am some machine who doesn't feel guilt for putting my children through this ordeal? Who doesn't feel fear for putting them in danger?"

"Is that why you're sitting in the dark eating apple strudel at one in the morning?"

Georg thought about brushing the question off, but he sighed heavily and scrubbed his hand over his face, deciding to tell her the truth.

"No. I was thinking about marriage, Fraulein."

Maria wondered exactly what he meant by that. Was he thinking about his late wife? Or about his impending wedding to the Baroness? Or Officer Maier's wedding tomorrow morning? She stayed quiet, trying to find the answer in the Captain's eyes, but they seemed far away. His silence made Maria uncomfortable and she tried to distract him from his worries.

"I often wondered about what I would be missing out on when I took my vows," Maria said carefully, "And whether I would have been happier if I would have gotten married."

Georg showed no sign that he had heard her, so she continued nervously, "I never had an example of a good marriage. I was young when my parents passed away, and my uncle's relationship with my aunt was… loveless. I decided that if that was what marriage was like, then I didn't want it."

"Is that why you joined the abbey?" Georg asked, "To avoid having to marry all your young suitors?"

"Partially," Maria laughed, "Although there weren't _that_ many boys!"

Georg laughed with her, but then grew serious, "I'm sorry that your family's pretense of a marriage left you with the wrong idea. Marriage is wonderful… life-changing. When I met my wife everything changed. She became my world, my partner, the person I would share my life with, raise my children with. She made me a better man."

He paused for a moment, lost in his memories.

"When I lost her I lost the best part of me."

Georg could only think of how Maria had been the only one to be able to slowly bring that part of him back to the surface.

Maria tried to imagine loving and being loved by someone that much, that losing them would feel like being torn in two.

Georg was too close to Maria now, the air between them practically crackling with electricity. Unspoken words hung in the air between them. Georg could feel himself leaning toward her, her lips were so close, and the temptation to close the distance between them was overwhelming. Maria could also feel the pull of her body towards the Captain's like a magnet, and realized she had to say something before she did something she would regret.

"I'm glad that you'll be able to find that happiness again with the Baroness," Maria said, grabbing her plate of untouched apple strudel and hastily pushing her seat away from the Captain.

She knew that sleep would still evade her tonight, though now for entirely different reasons.

A/N - Thanks for reading and reviewing! -Manda


	10. Chapter 10

The next day was the wedding ceremony, which Maria thought was one of the most elegant and beautiful affairs she had ever been to. She had met the bride and groom at the reception afterward, and they had welcomed her, as well as their two new guests, with open arms.

"Captain von Trapp, what an honor to meet you!" Officer Maier had said excitedly, grasping Georg's right hand between both of his own, "This is my _wife_ , Klara."

Officer Maier hadn't been able to contain his wide grin as he referred to Klara as his wife for the first time.

"A pleasure to meet you, Captain," Klara had smiled just as broadly, "Please make yourself at home."

This had not been a challenge for Elsa, who had immediately felt at home among the Vienna socialites and was now drinking and schmoozing enthusiastically, completely in her element.

Maria was surprised to learn that Alexander also had an affinity for high society life and had spent most of the reception drinking and reminiscing with his navy pals.

Halfway through the reception Georg had noticed Maria sitting alone at her table, not quite looking her cheerful self. "Where's Captain Leitner?" Georg asked curiously, glancing at the empty chair next to her.

"Oh he's having a good time with his navy men," Maria shrugged uneasily, "And enjoying the open bar."

"I see," Georg replied, "Elsa is currently soaking herself in champagne as well."

Georg searched for Alexander in the crowd and found him dancing a waltz with another woman. He looked her over quickly; she was wearing a figure-hugging emerald dress and had long mahogany waves cascading past her shoulders. Georg didn't like how close the woman was holding onto Captain Leitner, and the fact that the Captain didn't seem to be pushing her away. He could see a group of eager young women waiting for their turn to dance with the naval captain and felt a pang of sadness for Fraulein Maria.

"Would you care to dance, Fraulein?" Georg asked before he came to his senses.

Maria hesitated only a moment before replying, "Yes, Captain," and taking his outstretched gloved hand.

"Captain," Maria said nervously once they were on the dance floor, chewing her lower lip, "There's something I should tell you…"

"Is something wrong, Fraulein?" Georg asked.

"No! It's just that… I don't know how to waltz."

Georg chuckled in response, "Well lucky for you your partner is a fantastic waltzer. Just hold on tight and follow my lead."

Maria blushed at his words but did as he said, and soon enough the two of them were twirling around the dance floor just the same as all the other couples.

Maria couldn't contain her giggles as the Captain twirled them around the floor, and she could see him smiling widely back at her.

"Fraulein I-" Georg had begun to say when he felt a firm hand on his shoulder.

"May I cut in?" Alexander asked, his tone hard. Maria noticed that he smelled of alcohol.

"Then who will finish the waltz with your partner over there?" Georg asked, jerking his head in the direction of the bridesmaid Alexander had been dancing with earlier.

"I think you should be a little less concerned about her, and start keeping an eye on your fiancée," Alexander countered through gritted teeth, pointing his head in the direction of Elsa, who was surrounded by a group of older men as she laughed heartily and poured herself another glass of champagne.

Georg's grip on Maria's waist didn't loosen.

"Alexander," Maria said calmly, "The waltz will be over soon, and then I'll dance the rest of the waltzes tonight with you if you wish."

Alexander didn't look happy with this arrangement but sat down in the chair closest to them with his glass of whisky; Georg could feel his glare burning holes in his back as he finished the dance with Maria.

Later that evening when Maria went back to her room, she tried not to think about how right it felt when Captain von Trapp had held her in his arms.

It had felt nice to dance with Alexander, too, of course. And Maria had enjoyed her time spent with him tonight, even if he had overindulged himself a bit. But he had stopped drinking once he had come over to interrupt her waltz with the Captain, and had spent the rest of the night with her liked he'd said. He had even apologized for all but ignoring her earlier during the party, and Maria had excused it due to the fact that he hadn't seen his comrades in some time. He was good company, and a good man underneath it all, and Maria had to remember how lucky she was to have him.

Suddenly she heard an unexpected knock at the door to her hotel room and hope fluttered in her stomach for a moment, thinking perhaps it could be...

"Oh Alexander! What on Earth are you doing here at this hour?"

"Maria there's something I've been wanting to do for a while now, but I can never seem to get us away from those damn chaperones. Will you take a walk with me?"

* * *

Georg was lying in the bed of his hotel room, sleep evading him as usual. Frustrated, he got up and walked over to the window seat, where he caught a glimpse of a halo of golden hair that could only belong to the woman who always seemed to be filling his thoughts.

He watched, transfixed, as she made her way to the gazebo, then noticed that Captain Leitner was with her. He had the sudden urge to follow them outside, which he chalked up to his chaperoning duty, but his feet remained planted, his eyes fixed on the two of them.

He wasn't prepared for what he saw next: Captain Leitner down on one knee in front of Maria, the ring he was holding up to her glinting brightly in the moonlight.

She seemed to hesitate for a moment, and Georg repressed the sudden urge to shout for them to stop.

Eventually, after a few moments that felt like hours, Maria whispered, "Yes," with tears in her eyes, and Captain Leitner slipped the ring onto her finger. Then he scooped her up in his arms and twirled her around the gazebo before placing her feet on the ground and kissing her deeply.

Georg was choking, there wasn't enough air in his lungs, and he automatically reached up to loosen his tie. He could feel his heart splintering into a million pieces.

She had agreed to marry him. And in a gazebo like the one he had built for his wife no less, the place that symbolized his eternal love for her. It was poetic really, the man who shut everyone out, who believed he could never love again, realizing his love for a woman the second she was betrothed to another.

He had known it for weeks, subconsciously, ever since the night of the ball, but now, watching the two lovers in the gazebo, he was forced to confront the truth. He didn't just have fleeting feelings for his governess that would evaporate with time and distance; he was _in love with her_. The kind of all-consuming, burning love that he had only felt once before in his life.

Yes, Captain Georg von Trapp, the famed naval hero, was in love with his governess, a former postulant 20 years his junior. And there was nothing he could do about it.


	11. Chapter 11

The rest of Georg's night was a sort of restless hell. He hadn't felt this sort of acute despair since he lost his wife almost five years ago.

As soon as the sun rose he was pacing the river, keen to be as close to the water as possible, as it had always brought him comfort. In fact, he had paced this same pathway countless times when he had first met Elsa and even the copious amounts of champagne had not been enough to drown out the memories of Agathe.

But now he was thinking about Maria. Beautiful, loving, innocent Maria. He didn't deserve her, he wouldn't even try to deny it, but he _needed_ her. He needed her like he needed air to breathe.

How could he have been so blind? He had been trying so hard to fool everyone into thinking that he only cared about his duty to her as her employer, but really he had only been fooling himself. And now it was too late.

He had to find Elsa. He knew now that there was no way he could marry her when his heart belonged to another.

He found her eating a late brunch in the hotel's café. She looked exhausted, and he could see that she gently rubbed her temples as she sipped her coffee.

"Oh Georg, darling, come sit with me! I have the most atrocious headache and could use some of your intriguing conversation to distract me."

Georg approached the table slowly, his fingers twitching nervously at his side.

"That wedding was one of the most entertaining events I've ever been to! I will have to talk to Klara about the planning. I would like something exactly the same for us- except larger and grander!" she laughed.

Georg winced at her mention of their expected wedding, and tried to get her attention.

"Elsa-"

But Elsa ignored him, continuing to speak of flowers and color schemes and the guest list.

"Elsa-"

"And as for a wedding present," Elsa continued, "I was thinking a yacht. A long sleek one for the Mediterranean and a tiny one for your bathtub. And of course a grand home in the center of Vienna where the two of us could spend time enjoying our marriage while your children are away at school-"

"Elsa!" Georg interrupted, this time more harshly at the mention of sending his children to boarding school.

"Yes, Georg?" Elsa batted her eyes innocently.

"If we are to be married, they will be _our_ children."

"Yes of course, darling. You know what I m- What do you mean _if_?"

"Elsa, we need to talk. When two people talk of marriage-"

But Elsa cut him off, her voice dangerously soft, "Georg, what on Earth are you doing? You would do this here? Humiliate me in front of all of Viennese society?"

"Elsa you care more about what the people of Vienna think of you than you do about my children, about _me_! I am grateful for how you helped me after Agathe passed away, but I can't do this anymore, not when my heart belongs to another."

"Belongs to another?" Elsa scoffed, her words driven by her wounded pride. She could not go down without a fight.

"I presume you mean Fraulein Maria," she stated sourly. "Well I hate to break it to you, but I have it on good authority that Captain Leitner is planning on proposing very soon. I think it's beautiful, don't you? _Young_ _love_."

 _That did it_. Elsa had twisted the knife and seen the hurt and insecurity flash across Georg's eyes. Well he deserved to feel a fraction of what he had made her feel for months. But Elsa felt the guilt as soon as the words left her mouth. She really did love Georg, or at least the man she thought he was when she first met him, and as satisfying as hurting him felt in the moment, she knew she would regret it in the long run.

She knew she had lost, but she could bow out graciously. She could hold her head up high and show everyone just how little this affected her.

"To be honest, Georg," she began, her tone sincere and tinged with a hint of regret, "The reason that Fraulein Maria left after the ball you threw at Aigen was because I helped her to recognize her feelings for you. And I don't have any reason to believe they have completely evaporated, even with the addition of Captain Leitner to her life."

Georg looked at her incredulously, his mouth hanging open slightly in shock. Could it be true? Could Maria harbor the same feelings for him as he did for her? No, it would be impossible. Elsa didn't yet know that Maria had already accepted Captain Leitner's proposal just last night.

With her last words finally out in the open, Elsa had the strong desire to flee the café and get as far away from Georg as possible.

She stood up quickly, staring down at the man she barely recognized, but who had held her heart for so long. "It seems that I'll be staying in Vienna where I belong. Auf wiedersehen, darling."

And then she was gone, left to try to pick up the broken pieces of her heart and pride.

* * *

The Captain was silent at breakfast the next morning back in Aigen; in fact, he barely lifted his head from behind the pages of his newspaper, unwilling to make eye contact with Maria.

He avoided her all day, locking himself in his study, afraid of what she would say once it was just the two of them. He drank more that night than he had since right after Agathe died.

But then there was a knock at his door, and his back went rigid.

"Come in," he called.

There she stood, in that damn blue dress, her hands behind her back.

 _Trying to hide the ring_ , he thought bitterly.

She looked at him with concern, "Captain, are you alright? You don't look well."

"I'm fine, Fraulein."

Realizing that this was all she would get from him, she continued.

"I have something to tell you," she said quietly, not quite meeting his eyes.

Georg stayed silent, the image of Maria and Captain Leitner's passionate embrace in the gazebo flashing before his eyes.

"Alexander and I-"

Georg tried to hide his automatic flinch at those words.

"Are going to be married," she finished.

She paused for a moment, waiting for any kind of reaction from him, but he was still as a statue.

"I know that it's sudden, but he's in a hurry because he knows that the Anschluss is imminent and that he will be forced into service soon…" she trailed off at the blazing look in the Captain's eyes.

"When?" was his harsh reply.

"The first of October," she said slowly, "And if you don't mind, I would like to ask a favor of you."

 _Anything_ , he thought.

"It's just that I have no family, no one to fill up my half of the church, well except for the sisters of course, and I would very much like for you and the children to attend."

 _Anything but that_.

The thought alone of having to sit there in the church as a priest bound the two of them together before God "'til death do they part" was unbearable enough.

When Maria saw the hesitance on his face, she said, "That is of course unless you and the Baroness are on your honeymoon at that time, in which case I would completely understand-"

Georg knew that that would not be a problem, but had more pressing concerns on his mind.

"So you're leaving us then?" Georg said, more sharply than he'd intended. He was back to his defense mechanism of shutting out everyone who had the ability to truly hurt him.

"Well the agreement was always that I would stay until September," Maria reasoned, trying not to think about how hard it would be to leave the children a second, much more permanent time. "And tomorrow is September first."

 _September_ , how he had grown to despise that word; it had become something of a curse in his mind.

"And what will you do before the wedding?" Georg asked.

"The sisters have acquired a teaching position for me at St. Sebastian's in Salzburg for September, and then I will move into Alexander's home in Vienna."

"Vienna?" the Captain asked, surprised. She was going to be so far away from the children, from him. "But won't you miss your mountain?"

"Oh I will miss many things about Salzburg, and many people," Maria said wistfully, pausing as if lost in thought.

Eventually she continued, laughing to herself, "But I must move in with my husband, right? Otherwise what kind of a marriage would that be?"

Georg swallowed uneasily. He had tried very hard not to think about Maria and Captain Leitner in their marriage bed, but unbidden dreams of Maria and himself sharing that same bed had been plaguing him every night.

An uneasy silence stretched between them, but Georg could think of nothing to say.

"Oh Captain, please say something! I am sorry to inconvenience you so, and I did not mean to put you in a position where you felt you could not say no," she babbled nervously.

Unable to deny her anything she asked of him, the Captain simply said, "The children and I will attend the wedding. Now if you don't mind, I think I'm going to head up to bed."

Maria nodded slowly and said goodnight, taking one last look over her shoulder at the Captain before closing the door to his study.

After she left, Georg paced around his study like a tiger in a cage.

He felt guilty and hopeless.

Hopeless because he knew now that he could never be with Maria, and guilty because of his feelings for her.

Georg had never felt love for any woman except Agathe, and now that he felt those feelings so strongly again for Maria, he felt the need to apologize to his late wife, to let her know that he hadn't forgotten about her or the blissful life they once shared.

He greatly cared for and was grateful to Elsa, but he was never in love with her. He had proposed to her mostly because it was the right thing to do after their courtship, and partly because he knew the children needed a mother, no matter who she was.

But he had been wrong. The children hadn't needed just anyone. They needed someone who loved and cared for them as her own, who brought joy and light back into their lives. They needed Maria. _He_ needed Maria.

\- A/N: I hope you're all enjoying this story so far, even though it is super heavy at the moment. Georg finally did what we've all been waiting for! So hopefully he'll gather enough courage to talk to Maria before it's too late. Thank you as always for your sweet reviews, I love hearing from you guys! - Manda


	12. Chapter 12

A/N: Hello lovely readers! Here's the new chapter, and since it's Christmas I decided to post the next chapter as well, since they should definitely be read together. Fair warning, these two chapters (really the next chapter) border on an M rating. This really isn't how I pictured this story going, but it has kind of taken on a mind of its own... I hope you enjoy!

* * *

"Father, are you ready?" Liesl asked as he opened the door to his hotel room for her, "We wouldn't want to keep Fraulein Maria and Captain Leitner waiting."

Maria had asked Liesl to be her maid of honor, and so she had to be settled in at the hotel a day early to attend the rehearsal dinner. Georg certainly wasn't going to let her spend the night in the hotel alone, even though she was practically a lady, so he had booked them adjoining rooms so that they could each have their privacy, but Georg could keep an eye on his eldest child.

"You look beautiful, Liesl," he said, looking at her in her new dress, "Just like your mother."

Liesl beamed at his compliment.

Georg wondered how he had not noticed just how much his daughter had grown up in the past four years. She was becoming a woman right before his eyes. His repaired relationship with his children was one of the many things for which he was sure he could never repay Maria.

"Why aren't you dressed, father?" Liesl asked, noticing that he was still in his dressing robe.

"I'm sorry, Liesl," he sighed, "I'm not feeling well. I'm afraid I'm not going to be able to make it to dinner."

"Is everything alright?" she asked worriedly, "Should I call for a doctor?"

"No, no," Georg reassured her, "I just have a sudden headache. Please give my apologies to Fraulein Maria and the Captain."

"Well alright, father, I will. Feel better."

Georg doubted he would.

* * *

Georg heard a light knock on his door and rose from his bed, opening the door to his hotel room. He was expecting it to be his daughter coming to check on him, but he was wrong.

"Hello, Captain," Maria started shyly, "I just came by to check on you. Liesl said you weren't feeling well at dinner."

She left out the part where Liesl had also told her that the Captain had called off his engagement to Baroness Schraeder during their trip to Vienna, and how curious she had been to find out why he had done so.

She looked over his ragged appearance. He was in his dress shirt, the top few buttons opened, and the sleeves rolled up. His suit jacket and tie had been haphazardly thrown onto the chair next to the fireplace in the corner of the room. His hair was mussed and loose like he had been running his hands through it and Maria was suddenly struck by the desire to do the same with her own fingers. This was not the Captain she knew at the villa, this was an unkempt stranger before her.

"Fraulein Maria," he sang, "Just the woman I wanted to see."

Then he paused, looking deep in thought.

"You know this could be the last time I call you 'Fraulein'," he mused darkly, "Soon it shall be Frau Leitner."

Maria smiled uneasily, unsure of how to respond.

"Tell me, _Fraulein_ , are you ready for tomorrow night?"

"Tomorrow night?" she echoed, "Whatever do you mean?"

"The wedding night," he clarified exasperatedly, "The honeymoon."

He stood up slowly, swaying a little on his feet as he felt the brandy swimming in his head.

"Captain, you're drunk," Maria said, trying to take a step away from him.

"Maybe," Georg contested, not letting her move an inch. He was looking into her eyes with such an intensity that Maria felt she could not look away. "But not drunk enough not to realize that you didn't answer my question."

His gaze slowly made its way downward as he hungrily took in the sight of her body. She was wearing a silky cream dress that hugged her every curve, almost as closely as her soaked dress had after she had fallen into the lake with his children.

He licked his lips involuntarily, and then turned away from her, walking towards his brandy on the table.

"Perhaps you would like some practice with a sea captain before the big event," Georg suggested huskily.

Maria thought back to the conversation she had with Baroness Schraeder at the hotel in Vienna before she left. The Baroness had asked about how intimate things had gotten between her and Alexander, and of course Maria had blushed profusely and tried to end the conversation.

"You will be marrying a sea captain dear," Elsa had said suggestively, "They have certain _needs_."

"Alexander is not like that!" Maria had protested then, trying not to feel self-conscious about her lack of experience, and she repeated her words now to Captain von Trapp.

"All sea captains are like that," Georg scoffed.

" _You're_ not like that," Maria whispered, but it was more of a plea.

Georg laughed humorlessly, downing the rest of his glass of brandy before placing it on the table next to him and prowling toward her.

"Oh I'm not am I?" he teased.

Georg knew he was being cruel. There was this beautiful, innocent woman standing in front of him, about to get married in the morning, and here he was trying to seduce her, to ruin what should be one of the happiest nights of her life, full of anticipation and excitement.

However, the bottle of brandy and utter despair he felt made him bold in a terrible way that manifested itself in his deep and desperate longing for her. At that moment he would have done anything, paid any price to have her.

He started to take calculated, dangerous steps toward her, and she backed away from him until her back was pressed up against the door.

He put both of his arms on either side of her and caged her in. He was so close, yet he wasn't touching her at all. She could smell his masculine aroma, a mixture of cologne, aftershave, and his own intoxicating scent.

"Does he touch you like this?" he asked, caressing her so gently and lovingly that Maria could feel tears welling in her eyes.

She gasped as he placed butterfly kisses across her cheek and down her neck.

Georg took her response as encouragement and continued his exploration with his tongue and lips, leaving hot open-mouthed kisses over her collarbone and the skin of her breasts that was exposed by her dress.

Maria let out a small moan as she felt the unfamiliar feeling of desire begin to unfold deep in her belly.

Georg smiled against her skin. She tasted phenomenal, even better than he could have dreamed.

"Do you love him?" he asked, continuing his kisses even lower, pushing some of the silky fabric of her dress away and exposing the top of her lacy white bra.

"Captain, please," she begged, but she made no move to push him away.

"Do you love _me_?" he asked, pausing in his tantalizing actions to look into her eyes.

By now Maria was openly sobbing, distraught by her conflicting feelings of desire and guilt.

Georg felt guilt stab him in the chest and he took a step backward from her but held onto her hands.

"Fraulein I-" he began, but then shook his head vigorously, " _Maria_ , please don't marry him."

Her heart broke at the sight of him. He stood before her, a broken man. His eyes were brimming with unshed tears and his hands were shaking in her own.

"Captain, I-" she tried, but she choked on the words, "Why are you telling me this _now_?"

 _Because I'm a coward._

 _Because tomorrow will be too late._

" _Because I love you_ ," he said, the words ragged with emotion.

"I'm sorry, Captain," she said, the silent tears still streaming down her face, "But I just can't hurt Alexander this way. I made a promise to him."

"So you're going to marry him?" Georg asked hopelessly, the room spinning even more quickly around him.

Maria hesitated, running her thumbs gently over his hands to try to soothe him.

"Yes."


	13. Chapter 13

A/N: This is a borderline M rating. Enter if you dare.

* * *

The word hung in the air between them.

"This can't be it," Georg desperately tried to reason, "I've already lost you once, I can't lose you again."

"I'm sorry," Maria whispered.

Georg furiously tried to shake the image of Maria this time tomorrow, lying in her wedding bed wearing nothing but a lacy white negligee, gasping and moaning like she had just been under his touch, but this time as Captain Leitner touched her and claimed her as his wife. He rubbed his eyes roughly, hoping it would drive the image away permanently.

Everything would change tomorrow morning, but he still had tonight.

"If you're going to be his tomorrow," Georg said slowly, "Then be mine tonight."

"What?" Maria asked, stunned. He couldn't mean- could he?

"Stay with me?" Georg said, but it wasn't a command. It was a question, and Georg realized uneasily that either answer she gave would end up completely breaking him.

"I- I couldn't!" Maria said desperately, pushing herself away from him. She tried to ignore her body's protest at the loss of his touch. "It wouldn't feel right!"

"Oh ho ho," Georg laughed, getting to his feet, "It would feel much more than _right_ , I can promise you that at least."

It seemed that the Captain had regained some of his composure and was back to his usual arrogant teasing.

"You know what I mean!" Maria said, trying not to look too affected by his words. "Think of how Alexander would feel."

"Captain Leitner doesn't need to know," Georg said, his tone husky, "Nobody needs to know. It'll be our little secret. My wedding gift to you."

"I can't!" Maria frantically said and turned around quickly to make a dash for the door before she could change her mind.

But the Captain was faster than her and had grabbed her around the waist before her hand had even touched the doorknob. He spun her in his arms so quickly that the air was knocked out of her lungs.

"Do you love me?" he asked again, holding her chin between his fingers so that she had to look into his eyes.

 _Yes,_ her mind screamed, but all she could see was Alexander's expression of betrayal if he ever found out.

"I don't know!" she said desperately, " _I don't know_!"

But Georg could see her real answer in her eyes. She could never lie to him when he could see those big blue eyes. And that was all the confirmation he needed. He bent down and captured her lips with his own in a deep, slow-burning kiss that made Maria's body ache with need.

She could feel him run his tongue along her lips, and she parted hers eagerly, clasping her arms roughly around his neck. Eventually Georg came up for air and Maria moved to place wet kisses on his neck and lightly nip at his earlobe.

Georg shivered at her intimate touch and gripped under her legs as he lifted her and carried her over to his bed. He laid her down gently, taking a moment to commit to memory the image of her sprawled out on his bed, her lips swollen and her hair tousled, her bright blue eyes heavily lidded with desire. He quickly undid the buttons of his shirt and slid it off his body before throwing it carelessly over his shoulder. She sat up and ran her hands across his exposed chest before pulling him roughly back down to her for another searing kiss.

He continued to worship every inch of her body with his hands and mouth, and slowly lifted her silky cream dress so that it pooled around her waist.

His hands held her squirming hips firmly to the bed as he kissed the insides of her thighs above her garter belts. Her skin was so smooth, every inch he exposed of her more flawless than the last.

His desire was so palpable now that it almost hurt, but he was in no rush. If this was the only time that he would be able to have her like this then he was going to take his time.

Maria gasped as she felt his hot breath right at the place she needed him most and let out a strangled whimper as she felt him kiss her _there_ , the thin fabric the only thing coming between her and his lips.

This snapped Maria back to reality and she bolted upright in the bed, frantically trying to cover herself with the sheets.

"We have to stop," Maria said guiltily, "This is wrong."

"It's not wrong, Maria," Georg tried to reason, growing desperate, "This is what two people do when they love each other."

"Yes," Maria conceded, "But not until after they have pledged their love for each other before God as man and wife, and certainly not when one of them plans to get married to _someone else_ in the morning."

She adjusted her dress and made to get up from the bed, but Georg pleaded with her once again to stay.

"Please, Maria," he begged, "I'm sorry. I behaved badly. But this may be the last chance I ever get to see you, and I just need a little more time. Stay here tonight, just lie with me. I won't try anything, I promise."

Maria saw the uncertainty and desperation in his usually confident eyes and realized there was no way she could say no to him. So she silently turned onto her side, pulling him up onto the bed behind her. He pulled her against his chest, wrapping his strong arms around her and deeply breathing in her scent.

It didn't take long for the feel of her safely in his arms to allow him to pass into a deep and restful sleep that had evaded him for months.

Maria felt his breathing even out and become heavy and knew he had fallen asleep.

"I love you," she whispered, knowing he couldn't hear, "I think I've loved you ever since you blew that silly whistle."

* * *

A/N: Happy Holidays to you all!


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